8-KMaterial AgreementsExhibits & Filings

Keysight Technologies, Inc. 8-K Report, Material Agreement (Apr 3, 2017)

Filed April 3, 2017For Securities:KEYS

Summary

Keysight Technologies, Inc. (KEYS) filed an 8-K on April 3, 2017, to report a material definitive agreement. Specifically, the company entered into an underwriting agreement on March 28, 2017, to sell $700 million in aggregate principal amount of 4.60% Senior Notes due 2027. This debt issuance is being conducted under the company's effective shelf registration statement on Form S-3. The net proceeds from this offering are intended to be used in connection with the company's contemplated merger with Ixia. The underwriting syndicate includes several prominent financial institutions, including Goldman, Sachs & Co. as the representative. It's noteworthy that several of these underwriters and their affiliates have existing relationships with Keysight, including providing services under its revolving credit and term loan facilities, and some also acted as underwriters for a recent common stock offering. Goldman Sachs is also acting as a financial advisor for the Ixia merger.

Key Highlights

  • 1Keysight Technologies entered into an underwriting agreement on March 28, 2017.
  • 2The company plans to issue $700 million in aggregate principal amount of 4.60% Senior Notes due 2027.
  • 3The offering is being conducted under an effective shelf registration statement (Form S-3 No. 333-216838).
  • 4The offering is expected to close on April 6, 2017.
  • 5Proceeds from the note issuance are intended to fund the contemplated merger with Ixia.
  • 6The underwriting syndicate is led by Goldman, Sachs & Co. and includes other major investment banks.
  • 7Several underwriters and their affiliates have existing financial relationships with Keysight, including credit facilities and advisory services for the Ixia merger.

Frequently Asked Questions

This 8-K filing is primarily to report a material definitive agreement, specifically the underwriting agreement entered into by Keysight Technologies for the issuance of $700 million in senior notes.

Keysight is raising $700 million in aggregate principal amount of 4.60% Senior Notes due 2027. The interest rate is 4.60% per annum.

The net proceeds from the offering are intended to be used in connection with Keysight's contemplated merger with Ixia.

Yes, several of the underwriters and their affiliates have existing relationships with Keysight. This includes providing services as lenders and agents under Keysight's revolving credit and term loan facilities. Furthermore, Goldman Sachs & Co. is acting as a financial advisor for the Ixia merger, and some underwriters participated in a recent common stock offering by Keysight.